EFTA02471271.pdf

From: jeffrey E. <[email protected]> Sent: Tuesday, February 23, 2016 11:42 PM To: Nathan Myhrvold Subject: Re: Fw: Core Club your guys are right On Wed, Feb 24, 2016 at 12:39 AM, / wrote: > From: </= Sent: Tuesday, February 23, =016 18:38 To: Nathan Myhrvold Subject: F=: Core Club Sent from my smartphone. From: Russ Stein < Sent: Tuesday, February 23, 2016 17:45 To: Nathan Myhrvold Subject: Core Club Hi Nathan, FYI, we did a call today with=Jennie, her CFO, Dan, and their tax counsel at Denton's. During the call it became app=rent to Jennie that her counsel had flipped the tax structure twice in wha= they sent us. They originally attempted to not have Cancellation of Indebtedness Income (CODI) which they then changed to a st=ucture that affirmatively attempted to force CODI. Her counsel also apolog=zed for not having informed us that he had flipped the structural approach=previously and the concern that that change had caused. During the call her counsel then also asked to bra=nstorm with us on a third structure he had thought of with a different COD= timing approach. Jennie recognized on her own =uring the call that her advisers kept changing the tax structure in a way =hat way that could expose you. EFTA_R1_01582801 EFTA02471271  =AO =C2 =AO I am speaking with Jennie lat=r today and I intend to say the following: 1. The pr=posed structures are not nailed down enough to protect you from historical=tax risk —she already recognizes this. 2. A way =orward would be for us to only have you potentially invest in a new struct=re that did not have the historical risk —as we had proposed originally. She could then use the proceeds to buy out her partner but wit=out involving you or your ownership, or, 3. Her si=e could really bake the structures, file the historical returns and also r=solve how we can all be comfortable that the landlord and lenders are reporting matching economic results to the IRS. Please let me know if you rec=mmend a different approach. please =ote The information contained in this communication is confiden=ial, may be attorney-client privileged, may constitute inside informati=n, and is intended only for the use of the addressee. It is the propert= of JEE Unauthorized use, disclosure or copying of this communica=ion or any part thereof is strictly prohibited and may be unlawful. If =ou have received this communication in error, please notify us immediat=ly by return e-mail or by e-mail to [email protected] <mailto:jeevacation@gmail=com> , and destroy this comm=nication and all copies thereof, including all attachments. copyright -=11 rights reserved 2 EFTA_R1_01582802 EFTA02471272